This is a standard SPAC working capital note — the $250K is small relative to a typical SPAC trust. The key trigger to watch is whether the sponsor converts the note upon a business combination, which would add ~25K shares of dilution. No immediate price catalyst; monitor for a business combination announcement.
Price Chart
Executive Summary
Texas Ventures Acquisition III Corp issued a $250,000 convertible promissory note to its sponsor, Yorkville Acquisition Sponsor II, LLC, for additional working capital. The note is non-interest bearing, due upon the earlier of a business combination or winding up, and convertible at $10.00 per unit into up to 25,000 New Units identical to the IPO private placement units. This is a routine SPAC working capital bridge loan — the small size and sponsor-only participation signal no external distress, but the conversion feature creates modest future dilution for common shareholders upon a deal.
Key Financial Metrics
Key Facts
- $250,000 convertible unsecured promissory note issued to sponsor Yorkville Acquisition Sponsor II, LLC on September 30, 2026
- Zero interest; principal due on earlier of business combination or winding up
- Convertible at sponsor's election at $10.00 per unit into up to 25,000 New Units (each = 1 Class A share + 1/2 warrant)
- Conversion price of $10.00 per unit is at par with the SPAC's IPO trust value per share
- Warrants underlying New Units exercisable at $11.50/share, 5-year term from business combination
- Issued under Section 4(a)(2) private placement exemption
- Sponsor waived any claim against the trust account
Financial Impact
$250,000 working capital injection with potential dilution of up to 25,000 New Units (approximately 25,000 Class A shares and 12,500 warrants) upon conversion
Risk Factors
- Dilution from conversion of up to 25,000 New Units upon a business combination
- If no business combination is consummated, the note is payable upon winding up, adding to liquidation liabilities
Investment Themes
Documents Analyzed
This report is based on 5 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (Primary) | 0001104659-26-114460 |
| Document: tm2627252d1_ex10-1.htm | 0001104659-26-114460 |
| Document: 0001104659-26-114460-index-headers.html | 0001104659-26-114460 |
| Document: 0001104659-26-114460-index.html | 0001104659-26-114460 |
| Document: 0001104659-26-114460.txt | 0001104659-26-114460 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 21, 2026 5d ago | 8-K | $10.65 | awaiting T+20 | — | $10.64 (−0.09%) |
Oct 21, 2026 5d ago | 8-K/A | $10.65 | awaiting T+20 | — | $10.64 (−0.09%) |
Oct 19, 2026 7d ago | 8-K | $10.64 | awaiting T+20 | — | $10.64 (−0.05%) |
Oct 13, 2026 13d ago | 425 | $10.60 | awaiting T+20 | — | $10.64 (+0.42%) |
Oct 9, 2026 17d ago | DEFA14A | $10.60 | awaiting T+20 | — | $10.64 (+0.38%) |
Oct 9, 2026 17d ago | S-4 | $10.58 | awaiting T+20 | — | $10.64 (+0.57%) |
Oct 7, 2026 19d ago | 8-K | $10.58 | awaiting T+20 | — | $10.64 (+0.57%) |
Sep 28, 2026 28d ago | DEF 14A | $10.57 | awaiting T+20 | — | $10.64 (+0.66%) |
Sep 3, 2026 7w ago | 425 | $10.55 $10.58 | ▲ +0.28% | ▲ +1.47% | $10.64 (+0.85%) |
Sep 2, 2026 7w ago | 425 | $10.55 $10.58 | ▲ +0.28% | ▲ +1.47% | $10.64 (+0.85%) |
US Market Status
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